|
|
|
|
|
(Mark One)
|
|
|
þ
|
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
|
For the quarterly period ended September 30, 2018
|
o
|
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
|
For the transition period from
to
|
|
HYSTER-YALE MATERIALS HANDLING, INC.
|
|
||
|
|
(Exact name of registrant as specified in its charter)
|
|
|
|
|
|
|
|
|
DELAWARE
|
|
31-1637659
|
|
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
|
|
|
|
|
|
|
5875 LANDERBROOK DRIVE, SUITE 300, CLEVELAND, OHIO
|
|
44124-4069
|
|
|
(Address of principal executive offices)
|
|
(Zip code)
|
|
|
|
|
|
|
|
|
(440) 449-9600
|
|
|
|
|
(Registrant's telephone number, including area code)
|
|
|
|
|
|
|
|
|
|
N/A
|
|
|
|
|
(Former name, former address and former fiscal year, if changed since last report)
|
|
|
Large accelerated filer
þ
|
|
Accelerated filer
o
|
|
Non-accelerated filer
o
|
|
Smaller reporting company
o
|
|
Emerging growth company
o
|
|
|
|
|
|
Page Number
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SEPTEMBER 30
2018 |
|
DECEMBER 31
2017 |
||||
|
(In millions, except share data)
|
||||||
ASSETS
|
|
|
|
|
|||
Current Assets
|
|
|
|
|
|||
Cash and cash equivalents
|
$
|
121.9
|
|
|
$
|
220.1
|
|
Accounts receivable, net
|
463.6
|
|
|
453.0
|
|
||
Inventories, net
|
506.4
|
|
|
411.9
|
|
||
Prepaid expenses and other
|
55.6
|
|
|
46.4
|
|
||
Total Current Assets
|
1,147.5
|
|
|
1,131.4
|
|
||
Property, Plant and Equipment, Net
|
287.8
|
|
|
265.4
|
|
||
Intangible Assets, Net
|
77.7
|
|
|
56.1
|
|
||
Goodwill
|
106.6
|
|
|
59.1
|
|
||
Deferred Income Taxes
|
15.5
|
|
|
16.6
|
|
||
Investment in Unconsolidated Affiliates
|
62.4
|
|
|
81.9
|
|
||
Other Non-current Assets
|
54.9
|
|
|
37.4
|
|
||
Total Assets
|
$
|
1,752.4
|
|
|
$
|
1,647.9
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|||
Current Liabilities
|
|
|
|
|
|||
Accounts payable
|
$
|
433.2
|
|
|
$
|
385.8
|
|
Accounts payable, affiliates
|
18.2
|
|
|
18.1
|
|
||
Revolving credit facilities
|
2.2
|
|
|
6.1
|
|
||
Current maturities of long-term debt
|
84.4
|
|
|
68.4
|
|
||
Accrued payroll
|
41.8
|
|
|
51.7
|
|
||
Other current liabilities
|
190.2
|
|
|
162.3
|
|
||
Total Current Liabilities
|
770.0
|
|
|
692.4
|
|
||
Long-term Debt
|
209.9
|
|
|
216.2
|
|
||
Self-insurance Liabilities
|
28.5
|
|
|
33.5
|
|
||
Pension Obligations
|
9.9
|
|
|
11.1
|
|
||
Deferred Income Taxes
|
19.1
|
|
|
13.0
|
|
||
Other Long-term Liabilities
|
125.3
|
|
|
109.3
|
|
||
Total Liabilities
|
1,162.7
|
|
|
1,075.5
|
|
||
Stockholders' Equity
|
|
|
|
|
|||
Common stock:
|
|
|
|
|
|||
Class A, par value $0.01 per share, 12,668,848 shares outstanding (2017 - 12,562,817 shares outstanding)
|
0.1
|
|
|
0.1
|
|
||
Class B, par value $0.01 per share, convertible into Class A on a one-for-one basis, 3,886,820 shares outstanding (2017 - 3,899,503 shares outstanding)
|
0.1
|
|
|
0.1
|
|
||
Capital in excess of par value
|
318.7
|
|
|
323.8
|
|
||
Treasury stock
|
(24.5
|
)
|
|
(31.5
|
)
|
||
Retained earnings
|
413.6
|
|
|
389.1
|
|
||
Accumulated other comprehensive loss
|
(150.5
|
)
|
|
(116.1
|
)
|
||
Total Stockholders' Equity
|
557.5
|
|
|
565.5
|
|
||
Noncontrolling Interests
|
32.2
|
|
|
6.9
|
|
||
Total Equity
|
589.7
|
|
|
572.4
|
|
||
Total Liabilities and Equity
|
$
|
1,752.4
|
|
|
$
|
1,647.9
|
|
|
THREE MONTHS ENDED
|
|
NINE MONTHS ENDED
|
||||||||||||
|
SEPTEMBER 30
|
|
SEPTEMBER 30
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
|
(In millions, except per share data)
|
||||||||||||||
Revenues
|
$
|
782.9
|
|
|
$
|
691.1
|
|
|
$
|
2,336.7
|
|
|
$
|
2,089.7
|
|
Cost of sales
|
665.0
|
|
|
569.7
|
|
|
1,960.5
|
|
|
1,720.5
|
|
||||
Gross Profit
|
117.9
|
|
|
121.4
|
|
|
376.2
|
|
|
369.2
|
|
||||
Operating Expenses
|
|
|
|
|
|
|
|
||||||||
Selling, general and administrative expenses
|
105.7
|
|
|
103.3
|
|
|
334.0
|
|
|
311.0
|
|
||||
Operating Profit
|
12.2
|
|
|
18.1
|
|
|
42.2
|
|
|
58.2
|
|
||||
Other (income) expense
|
|
|
|
|
|
|
|
|
|||||||
Interest expense
|
3.6
|
|
|
6.2
|
|
|
11.6
|
|
|
10.6
|
|
||||
Income from unconsolidated affiliates
|
(2.2
|
)
|
|
(2.0
|
)
|
|
(7.4
|
)
|
|
(6.0
|
)
|
||||
Other
|
0.6
|
|
|
(2.0
|
)
|
|
(1.5
|
)
|
|
(4.9
|
)
|
||||
|
2.0
|
|
|
2.2
|
|
|
2.7
|
|
|
(0.3
|
)
|
||||
Income Before Income Taxes
|
10.2
|
|
|
15.9
|
|
|
39.5
|
|
|
58.5
|
|
||||
Income tax provision (benefit)
|
(4.7
|
)
|
|
(0.8
|
)
|
|
4.0
|
|
|
7.3
|
|
||||
Net Income
|
14.9
|
|
|
16.7
|
|
|
35.5
|
|
|
51.2
|
|
||||
Net (income) loss attributable to noncontrolling interests
|
0.5
|
|
|
(0.2
|
)
|
|
0.4
|
|
|
(0.2
|
)
|
||||
Net Income Attributable to Stockholders
|
$
|
15.4
|
|
|
$
|
16.5
|
|
|
$
|
35.9
|
|
|
$
|
51.0
|
|
|
|
|
|
|
|
|
|
|
|||||||
Basic Earnings per Share
|
$
|
0.93
|
|
|
$
|
1.00
|
|
|
$
|
2.17
|
|
|
$
|
3.10
|
|
Diluted Earnings per Share
|
$
|
0.93
|
|
|
$
|
1.00
|
|
|
$
|
2.16
|
|
|
$
|
3.09
|
|
|
|
|
|
|
|
|
|
||||||||
Dividends per Share
|
$
|
0.3100
|
|
|
$
|
0.3025
|
|
|
$
|
0.9225
|
|
|
$
|
0.9000
|
|
|
|
|
|
|
|
|
|
|
|||||||
Basic Weighted Average Shares Outstanding
|
16.555
|
|
|
16.457
|
|
|
16.534
|
|
|
16.442
|
|
||||
Diluted Weighted Average Shares Outstanding
|
16.601
|
|
|
16.526
|
|
|
16.586
|
|
|
16.502
|
|
|
THREE MONTHS ENDED
|
|
NINE MONTHS ENDED
|
||||||||||||
|
SEPTEMBER 30
|
|
SEPTEMBER 30
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
|
(In millions)
|
||||||||||||||
Net Income
|
$
|
14.9
|
|
|
$
|
16.7
|
|
|
$
|
35.5
|
|
|
$
|
51.2
|
|
Other comprehensive income (loss)
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustment
|
(8.3
|
)
|
|
10.0
|
|
|
(26.7
|
)
|
|
30.5
|
|
||||
Unrealized gain on available-for-sale securities
|
—
|
|
|
1.4
|
|
|
—
|
|
|
2.8
|
|
||||
Current period cash flow hedging activity
|
(3.3
|
)
|
|
—
|
|
|
(6.8
|
)
|
|
7.0
|
|
||||
Reclassification of hedging activities into earnings
|
(0.3
|
)
|
|
0.6
|
|
|
(1.5
|
)
|
|
1.3
|
|
||||
Current period pension adjustment
|
0.5
|
|
|
1.1
|
|
|
1.2
|
|
|
1.1
|
|
||||
Reclassification of pension into earnings
|
0.8
|
|
|
0.7
|
|
|
2.2
|
|
|
2.1
|
|
||||
Comprehensive Income
|
$
|
4.3
|
|
|
$
|
30.5
|
|
|
$
|
3.9
|
|
|
$
|
96.0
|
|
Other comprehensive (income) loss attributable to noncontrolling interests
|
|
|
|
|
|
|
|
||||||||
Net (income) loss attributable to noncontrolling interests
|
0.5
|
|
|
(0.2
|
)
|
|
0.4
|
|
|
(0.2
|
)
|
||||
Foreign currency translation adjustment attributable to noncontrolling interests
|
0.1
|
|
|
(0.1
|
)
|
|
1.2
|
|
|
(0.5
|
)
|
||||
Comprehensive Income Attributable to Stockholders
|
$
|
4.9
|
|
|
$
|
30.2
|
|
|
$
|
5.5
|
|
|
$
|
95.3
|
|
|
NINE MONTHS ENDED
|
||||||
|
SEPTEMBER 30
|
||||||
|
2018
|
|
2017
|
||||
|
(In millions)
|
||||||
Operating Activities
|
|
|
|
||||
Net income
|
$
|
35.5
|
|
|
$
|
51.2
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|||
Depreciation and amortization
|
32.4
|
|
|
31.7
|
|
||
Amortization of deferred financing fees
|
1.3
|
|
|
1.0
|
|
||
Deferred income taxes
|
1.1
|
|
|
(5.1
|
)
|
||
Stock-based compensation
|
2.5
|
|
|
5.6
|
|
||
Dividends from unconsolidated affiliates
|
22.2
|
|
|
2.8
|
|
||
Other non-current liabilities
|
(7.7
|
)
|
|
(12.9
|
)
|
||
Other
|
6.9
|
|
|
3.1
|
|
||
Working capital changes, excluding the effect of business acquisitions:
|
|
|
|
|
|||
Accounts receivable
|
56.3
|
|
|
(0.8
|
)
|
||
Inventories
|
(87.4
|
)
|
|
(52.7
|
)
|
||
Other current assets
|
(6.0
|
)
|
|
1.7
|
|
||
Accounts payable
|
35.7
|
|
|
124.3
|
|
||
Other current liabilities
|
(0.5
|
)
|
|
7.4
|
|
||
Net cash provided by operating activities
|
92.3
|
|
|
157.3
|
|
||
Investing Activities
|
|
|
|
||||
Expenditures for property, plant and equipment
|
(24.7
|
)
|
|
(25.1
|
)
|
||
Proceeds from the sale of assets
|
5.4
|
|
|
1.1
|
|
||
Investments in equity securities
|
—
|
|
|
(5.6
|
)
|
||
Business acquisitions, net of cash acquired
|
(78.0
|
)
|
|
(1.0
|
)
|
||
Net cash used for investing activities
|
(97.3
|
)
|
|
(30.6
|
)
|
||
Financing Activities
|
|
|
|
||||
Additions to long-term debt
|
43.7
|
|
|
246.2
|
|
||
Reductions of long-term debt
|
(110.6
|
)
|
|
(50.7
|
)
|
||
Net change to revolving credit agreements
|
(4.6
|
)
|
|
(112.6
|
)
|
||
Cash dividends paid
|
(15.3
|
)
|
|
(14.8
|
)
|
||
Cash dividends paid to noncontrolling interest
|
(0.3
|
)
|
|
(0.3
|
)
|
||
Financing fees paid
|
(0.6
|
)
|
|
(4.8
|
)
|
||
Purchase of treasury stock
|
(0.6
|
)
|
|
—
|
|
||
Other
|
—
|
|
|
(0.1
|
)
|
||
Net cash provided by (used for) financing activities
|
(88.3
|
)
|
|
62.9
|
|
||
Effect of exchange rate changes on cash
|
(4.9
|
)
|
|
5.4
|
|
||
Cash and Cash Equivalents
|
|
|
|
|
|||
Increase (decrease) for the period
|
(98.2
|
)
|
|
195.0
|
|
||
Balance at the beginning of the period
|
220.1
|
|
|
43.2
|
|
||
Balance at the end of the period
|
$
|
121.9
|
|
|
$
|
238.2
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||
|
Class A Common Stock
|
Class B Common Stock
|
Treasury Stock
|
Capital in Excess of Par Value
|
Retained Earnings
|
Foreign Currency Translation Adjustment
|
|
Deferred Gain on AFS Securities
|
Deferred Gain (Loss) on Cash Flow Hedging
|
Pension Adjustment
|
Total Stockholders' Equity
|
Noncontrolling Interests
|
Total Equity
|
||||||||||||||||||||||||||||||
|
(In millions)
|
||||||||||||||||||||||||||||||||||||||||||
Balance, December 31, 2016
|
$
|
0.1
|
|
$
|
0.1
|
|
$
|
(36.9
|
)
|
$
|
319.6
|
|
$
|
360.3
|
|
|
$
|
(92.0
|
)
|
|
$
|
—
|
|
|
$
|
(12.2
|
)
|
|
$
|
(75.2
|
)
|
|
$
|
463.8
|
|
|
$
|
6.6
|
|
|
$
|
470.4
|
|
Stock-based compensation
|
—
|
|
—
|
|
—
|
|
5.6
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.6
|
|
|
—
|
|
|
5.6
|
|
||||||||||||
Stock issued under stock compensation plans
|
—
|
|
—
|
|
5.1
|
|
(5.1
|
)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||||
Net income
|
—
|
|
—
|
|
—
|
|
—
|
|
51.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
51.0
|
|
|
0.2
|
|
|
51.2
|
|
||||||||||||
Cash dividends
|
—
|
|
—
|
|
—
|
|
—
|
|
(14.8
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14.8
|
)
|
|
(0.3
|
)
|
|
(15.1
|
)
|
||||||||||||
Current period other comprehensive income
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
30.5
|
|
|
2.8
|
|
|
7.0
|
|
|
1.1
|
|
|
41.4
|
|
|
—
|
|
|
41.4
|
|
||||||||||||
Reclassification adjustment to net income
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1.3
|
|
|
2.1
|
|
|
3.4
|
|
|
—
|
|
|
3.4
|
|
||||||||||||
Acquisition of a business
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.3
|
|
|
0.3
|
|
||||||||||||
Foreign currency translation on noncontrolling interest
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.5
|
|
|
0.5
|
|
||||||||||||
Balance, September 30, 2017
|
$
|
0.1
|
|
$
|
0.1
|
|
$
|
(31.8
|
)
|
$
|
320.1
|
|
$
|
396.5
|
|
|
$
|
(61.5
|
)
|
|
$
|
2.8
|
|
|
$
|
(3.9
|
)
|
|
$
|
(72.0
|
)
|
|
$
|
550.4
|
|
|
$
|
7.3
|
|
|
$
|
557.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Balance, December 31, 2017
|
$
|
0.1
|
|
$
|
0.1
|
|
$
|
(31.5
|
)
|
$
|
323.8
|
|
$
|
389.1
|
|
|
$
|
(58.5
|
)
|
|
$
|
2.8
|
|
|
$
|
(1.5
|
)
|
|
$
|
(58.9
|
)
|
|
$
|
565.5
|
|
|
$
|
6.9
|
|
|
$
|
572.4
|
|
Cumulative effect of change in accounting
|
—
|
|
—
|
|
—
|
|
—
|
|
3.9
|
|
|
—
|
|
|
(2.8
|
)
|
|
—
|
|
|
—
|
|
|
1.1
|
|
|
—
|
|
|
1.1
|
|
||||||||||||
Stock-based compensation
|
—
|
|
—
|
|
—
|
|
2.5
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.5
|
|
|
—
|
|
|
2.5
|
|
||||||||||||
Stock issued under stock compensation plans
|
—
|
|
—
|
|
7.6
|
|
(7.6
|
)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||||
Purchase of treasury stock
|
—
|
|
—
|
|
(0.6
|
)
|
—
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|
—
|
|
|
(0.6
|
)
|
|
—
|
|
|
(0.6
|
)
|
|||||||||||||
Net income (loss)
|
—
|
|
—
|
|
—
|
|
—
|
|
35.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
35.9
|
|
|
(0.4
|
)
|
|
35.5
|
|
||||||||||||
Cash dividends
|
—
|
|
—
|
|
—
|
|
—
|
|
(15.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(15.3
|
)
|
|
(0.3
|
)
|
|
(15.6
|
)
|
||||||||||||
Current period other comprehensive income (loss)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
(26.7
|
)
|
|
—
|
|
|
(6.8
|
)
|
|
1.2
|
|
|
(32.3
|
)
|
|
—
|
|
|
(32.3
|
)
|
||||||||||||
Reclassification adjustment to net income
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.5
|
)
|
|
2.2
|
|
|
0.7
|
|
|
—
|
|
|
0.7
|
|
||||||||||||
Acquisition of business
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
27.2
|
|
|
27.2
|
|
||||||||||||
Foreign currency translation on noncontrolling interest
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.2
|
)
|
|
(1.2
|
)
|
||||||||||||
Balance, September 30, 2018
|
$
|
0.1
|
|
$
|
0.1
|
|
$
|
(24.5
|
)
|
$
|
318.7
|
|
$
|
413.6
|
|
|
$
|
(85.2
|
)
|
|
$
|
—
|
|
|
$
|
(9.8
|
)
|
|
$
|
(55.5
|
)
|
|
$
|
557.5
|
|
|
$
|
32.2
|
|
|
$
|
589.7
|
|
Standard
|
|
Description
|
Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers (Topic 606) (Subsequent ASUs have been issued in 2015, 2016 and 2017 to update or clarify this guidance)
|
|
The new guidance is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new guidance also requires additional disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. See Note 3 for additional information.
|
ASU No. 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities
|
|
The guidance requires equity investments previously accounted for under the cost method of accounting to be measured at fair value and recognized in net income. In addition, the guidance defines measurement and presentation of financial instruments. The Company recorded a cumulative adjustment to retained earnings for deferred gains related to equity investments in third parties as of January 1, 2018 of $3.6 million. Subsequent changes in the fair value of these investments are recognized directly in earnings.
|
ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments
|
|
The guidance clarifies the classification of certain types of cash receipts and cash payments. In addition, the guidance provides for the application of the predominance principle when certain cash receipts and payments have aspects of more than one class of cash flows.
|
ASU No. 2016-16, Income Taxes (Topic 740)
|
|
The guidance allows for recognition of current and deferred income taxes for an intra-entity transfer of an asset other than inventory. The guidance allows for more accurate representation of the economics of an intra-entity asset transfer which will require income tax consequences of the transfer, including income taxes payable or paid.
|
ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash
|
|
The guidance requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents.
|
ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business
|
|
The guidance clarifies the definition of a business to assist entities in evaluating whether transactions should be accounted for as acquisitions or disposals of businesses.
|
ASU 2017-05, Other Income – Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition
|
|
The guidance clarifies the scope and accounting of a financial asset that meets the definition of an "in-substance nonfinancial asset" and defines the term, "in-substance nonfinancial asset," in addition to partial sales of nonfinancial assets.
|
ASU 2017-07, Compensation — Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement
|
|
The guidance requires that an employer report the service cost component in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations. As of January 1, 2018, the Company presents the components of net benefit cost, other than service cost, in other (income) expense for its pension plans. Service cost for the Company's pension plans continues to be reported in operating profit. Accordingly, the Company has reclassified $0.2 million of expense and $1.4 million of income related to the components of net benefit cost, other than service cost, to other (income) expense for the three and nine months ended September 30, 2017, respectively, in the unaudited condensed consolidated statements of operations.
|
ASU No. 2018-05, Income Taxes (Topic 740)
|
|
The guidance codifies Staff Accounting Bulletin No. 118 regarding the application of US GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Cuts and Jobs Act (the "Tax Reform Act"). See Note 5 for additional details regarding the status of the Company's provisional amounts recorded as a result of the Tax Reform Act.
|
Standard
|
|
Description
|
|
Required Date of Adoption
|
|
Effect on the financial statements or other significant matters
|
ASU No. 2016-02, Leases (Topic 842)(Subsequent ASUs have been issued in 2017 and 2018 to update or clarify this guidance)
|
|
The guidance requires lessees (with the exception of short-term leases) to recognize, at the commencement date, a lease liability, which is a lessee's obligation to make lease payments arising from a lease, measured on a discounted basis; and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term.
|
|
January 1, 2019
|
|
The Company's evaluation process of the new standard includes, but is not limited to, evaluating its current lease portfolio, identifying relevant contracts and attributes affected by the standard and determining the required accounting upon adoption. In addition, the Company expects to implement new processes and controls regarding asset financing transactions and financial reporting. The Company continues to evaluate its global leasing portfolio and train relevant personnel. In addition, the Company continues abstraction of key attributes within lease contracts and started a system-related implementation required for the new standard during the third quarter of 2018. This evaluation and implementation will continue throughout 2018. The Company plans to adopt the standard as of January 1, 2019 using the optional transition method that allows for the cumulative effect adjustment to be recorded without restating prior periods. While the Company's evaluation of practical expedients and the effect on its financial position, results of operations, cash flows and related disclosures is ongoing; the Company anticipates the adoption will materially affect the consolidated balance sheets and will require changes to the Company's systems and processes.
|
ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities
|
|
The guidance makes targeted changes to the hedge accounting model intended to facilitate financial reporting that more closely reflects an entity’s risk management activities and to simplify the application of hedge accounting. Changes include expanding the types of risk management strategies eligible for hedge accounting, easing the documentation and effectiveness assessment requirements, changing how ineffectiveness is measured and changing the presentation and disclosure requirements for hedge accounting activities.
|
|
January 1, 2019
|
|
The Company is currently evaluating the guidance and the effect on its financial position, results of operations, cash flows and related disclosures.
|
ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income
|
|
The guidance provides an election to reclassify the stranded tax effects resulting from the Tax Reform Act from OCI to retained earnings. In addition, the guidance requires new disclosures regarding the election to adopt and the manner in which tax effects remaining in OCI are released.
|
|
January 1, 2019
|
|
The Company is currently evaluating the guidance and the effect on its financial position, results of operations, cash flows and related disclosures.
|
ASU 2018-07, Compensation-Stock Compensation (Topic 718)
|
|
The guidance addresses the accounting for non-employee share-based payment transactions.
|
|
January 1, 2019
|
|
The Company is currently evaluating the guidance and the effect on its financial position, results of operations, cash flows and related disclosures.
|
ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326)
|
|
The guidance eliminates the probable initial recognition threshold and requires an entity to reflect its current estimate of all expected credit losses. The guidance also requires additional disclosures in certain circumstances.
|
|
January 1, 2020
|
|
The Company is currently evaluating the alternative methods of adoption and the effect on its financial position, results of operations, cash flows and related disclosures.
|
ASU No. 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment
|
|
The guidance removes the second step of the two-step test for the measurement of goodwill impairment. The guidance allows for early adoption for impairment testing dates after January 1, 2017.
|
|
January 1, 2020
|
|
The Company is currently evaluating the timing of adoption and the effect on its current impairment testing process.
|
Standard
|
|
Description
|
|
Required Date of Adoption
|
|
Effect on the financial statements or other significant matters
|
ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement
|
|
The guidance removes, modifies or adds certain disclosures relating to fair value measurements.
|
|
January 1, 2020
|
|
The Company is currently evaluating the guidance and the effect on its financial position, results of operations, cash flows and related disclosures.
|
ASU 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract
|
|
The guidance aligns the requirements for capitalizing implementation costs incurred in a hosting agreement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software.
|
|
January 1, 2021
|
|
The Company is currently evaluating the guidance and the effect on its financial position, results of operations, cash flows and related disclosures.
|
|
Balance at December 31, 2017
|
|
Adjustments due to New Revenue Standard
|
|
Balance at January 1, 2018
|
||||||
Accounts receivable, net
|
$
|
453.0
|
|
|
$
|
0.5
|
|
|
$
|
453.5
|
|
Inventories, net
|
411.9
|
|
|
(0.3
|
)
|
|
411.6
|
|
|||
Prepaid expenses and other
|
46.4
|
|
|
1.1
|
|
|
47.5
|
|
|||
Other current liabilities
|
162.3
|
|
|
1.0
|
|
|
163.3
|
|
|||
Retained earnings
|
389.1
|
|
|
0.3
|
|
|
389.4
|
|
|
THREE MONTHS ENDED
|
|
NINE MONTHS ENDED
|
||||||||||||||||||||
|
SEPTEMBER 30, 2018
|
|
SEPTEMBER 30, 2018
|
||||||||||||||||||||
|
As Reported
|
|
Amount before the new revenue standard
|
|
Change Higher/(Lower)
|
|
As Reported
|
|
Amount before the new revenue standard
|
|
Change Higher/(Lower)
|
||||||||||||
Revenues
|
$
|
782.9
|
|
|
$
|
780.7
|
|
|
$
|
2.2
|
|
|
$
|
2,336.7
|
|
|
$
|
2,334.1
|
|
|
$
|
2.6
|
|
Cost of sales
|
665.0
|
|
|
662.9
|
|
|
2.1
|
|
|
1,960.5
|
|
|
1,958.0
|
|
|
2.5
|
|
||||||
Gross profit
|
117.9
|
|
|
117.8
|
|
|
0.1
|
|
|
376.2
|
|
|
376.1
|
|
|
0.1
|
|
||||||
Operating profit
|
12.2
|
|
|
12.1
|
|
|
0.1
|
|
|
42.2
|
|
|
42.1
|
|
|
0.1
|
|
||||||
Income before income taxes
|
10.2
|
|
|
10.1
|
|
|
0.1
|
|
|
39.5
|
|
|
39.4
|
|
|
0.1
|
|
||||||
Income tax provision (benefit)
|
(4.7
|
)
|
|
(4.7
|
)
|
|
—
|
|
|
4.0
|
|
|
4.0
|
|
|
—
|
|
||||||
Net income attributable to stockholders
|
15.4
|
|
|
15.3
|
|
|
0.1
|
|
|
35.9
|
|
|
35.8
|
|
|
0.1
|
|
|
THREE MONTHS ENDED
|
||||||||||||||||||||||||||
|
SEPTEMBER 30, 2018
|
||||||||||||||||||||||||||
|
Lift truck business
|
|
|
|
|
|
|
|
|
||||||||||||||||||
|
Americas
|
|
EMEA
|
|
JAPIC
|
|
Bolzoni
|
|
Nuvera
|
|
Elims
|
|
Total
|
||||||||||||||
Dealer sales
|
$
|
307.0
|
|
|
$
|
139.0
|
|
|
$
|
55.2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
501.2
|
|
Direct customer sales
|
77.6
|
|
|
3.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
80.7
|
|
|||||||
Aftermarket sales
|
96.2
|
|
|
25.9
|
|
|
8.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
130.8
|
|
|||||||
Other
|
23.1
|
|
|
4.2
|
|
|
0.8
|
|
|
46.6
|
|
|
1.0
|
|
|
(5.5
|
)
|
|
70.2
|
|
|||||||
Total Revenues
|
$
|
503.9
|
|
|
$
|
172.2
|
|
|
$
|
64.7
|
|
|
$
|
46.6
|
|
|
$
|
1.0
|
|
|
$
|
(5.5
|
)
|
|
$
|
782.9
|
|
|
NINE MONTHS ENDED
|
||||||||||||||||||||||||||
|
SEPTEMBER 30, 2018
|
||||||||||||||||||||||||||
|
Lift truck business
|
|
|
|
|
|
|
|
|
||||||||||||||||||
|
Americas
|
|
EMEA
|
|
JAPIC
|
|
Bolzoni
|
|
Nuvera
|
|
Elims
|
|
Total
|
||||||||||||||
Dealer sales
|
$
|
889.5
|
|
|
$
|
463.8
|
|
|
$
|
143.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,496.4
|
|
Direct customer sales
|
233.7
|
|
|
6.0
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
239.7
|
|
|||||||
Aftermarket sales
|
275.5
|
|
|
79.6
|
|
|
27.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
382.2
|
|
|||||||
Other
|
72.7
|
|
|
11.7
|
|
|
1.5
|
|
|
150.3
|
|
|
1.7
|
|
|
(19.5
|
)
|
|
218.4
|
|
|||||||
Total Revenues
|
$
|
1,471.4
|
|
|
$
|
561.1
|
|
|
$
|
171.7
|
|
|
$
|
150.3
|
|
|
$
|
1.7
|
|
|
$
|
(19.5
|
)
|
|
$
|
2,336.7
|
|
|
Deferred Revenue
|
||
Balance, December 31, 2017
|
$
|
51.6
|
|
Customer deposits and billings
|
40.1
|
|
|
Revenue recognized
|
(35.7
|
)
|
|
Balance, September 30, 2018
|
$
|
56.0
|
|
|
THREE MONTHS ENDED
|
|
NINE MONTHS ENDED
|
||||||||||||
|
SEPTEMBER 30
|
|
SEPTEMBER 30
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Revenues from external customers
|
|
|
|
|
|
|
|
||||||||
Americas
|
$
|
503.9
|
|
|
$
|
447.8
|
|
|
$
|
1,471.4
|
|
|
$
|
1,346.7
|
|
EMEA
|
172.2
|
|
|
165.6
|
|
|
561.1
|
|
|
500.6
|
|
||||
JAPIC
|
64.7
|
|
|
38.9
|
|
|
171.7
|
|
|
124.9
|
|
||||
Lift truck business
|
740.8
|
|
|
652.3
|
|
|
2,204.2
|
|
|
1,972.2
|
|
||||
Bolzoni
|
46.6
|
|
|
44.3
|
|
|
150.3
|
|
|
127.8
|
|
||||
Nuvera
|
1.0
|
|
|
0.3
|
|
|
1.7
|
|
|
3.3
|
|
||||
Eliminations
|
(5.5
|
)
|
|
(5.8
|
)
|
|
(19.5
|
)
|
|
(13.6
|
)
|
||||
Total
|
$
|
782.9
|
|
|
$
|
691.1
|
|
|
$
|
2,336.7
|
|
|
$
|
2,089.7
|
|
Gross profit (loss)
|
|
|
|
|
|
|
|
|
|
||||||
Americas
|
$
|
76.4
|
|
|
$
|
83.6
|
|
|
$
|
241.3
|
|
|
$
|
251.2
|
|
EMEA
|
23.5
|
|
|
20.5
|
|
|
74.4
|
|
|
66.6
|
|
||||
JAPIC
|
3.8
|
|
|
4.4
|
|
|
14.4
|
|
|
14.1
|
|
||||
Lift truck business
|
103.7
|
|
|
108.5
|
|
|
330.1
|
|
|
331.9
|
|
||||
Bolzoni
|
14.4
|
|
|
13.5
|
|
|
48.2
|
|
|
39.7
|
|
||||
Nuvera
|
(0.3
|
)
|
|
(0.4
|
)
|
|
(1.9
|
)
|
|
(1.9
|
)
|
||||
Eliminations
|
0.1
|
|
|
(0.2
|
)
|
|
(0.2
|
)
|
|
(0.5
|
)
|
||||
Total
|
$
|
117.9
|
|
|
$
|
121.4
|
|
|
$
|
376.2
|
|
|
$
|
369.2
|
|
|
THREE MONTHS ENDED
|
|
NINE MONTHS ENDED
|
||||||||||||
|
SEPTEMBER 30
|
|
SEPTEMBER 30
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Operating profit (loss)
|
|
|
|
|
|
|
|
|
|
||||||
Americas
|
$
|
25.5
|
|
|
$
|
28.6
|
|
|
$
|
71.4
|
|
|
$
|
85.9
|
|
EMEA
|
0.1
|
|
|
(1.7
|
)
|
|
2.4
|
|
|
1.5
|
|
||||
JAPIC
|
(6.2
|
)
|
|
(2.6
|
)
|
|
(10.5
|
)
|
|
(5.5
|
)
|
||||
Lift truck business
|
19.4
|
|
|
24.3
|
|
|
63.3
|
|
|
81.9
|
|
||||
Bolzoni
|
1.7
|
|
|
2.1
|
|
|
7.6
|
|
|
4.9
|
|
||||
Nuvera
|
(9.0
|
)
|
|
(8.1
|
)
|
|
(28.5
|
)
|
|
(28.1
|
)
|
||||
Eliminations
|
0.1
|
|
|
(0.2
|
)
|
|
(0.2
|
)
|
|
(0.5
|
)
|
||||
Total
|
$
|
12.2
|
|
|
$
|
18.1
|
|
|
$
|
42.2
|
|
|
$
|
58.2
|
|
|
|
|
|
|
|
|
|
||||||||
Net income (loss) attributable to stockholders
|
|
|
|
|
|
|
|
|
|
|
|
||||
Americas
|
$
|
21.6
|
|
|
$
|
22.7
|
|
|
$
|
52.2
|
|
|
$
|
67.0
|
|
EMEA
|
0.2
|
|
|
(1.7
|
)
|
|
2.5
|
|
|
1.6
|
|
||||
JAPIC
|
(3.1
|
)
|
|
(1.3
|
)
|
|
(4.3
|
)
|
|
(2.8
|
)
|
||||
Lift truck business
|
18.7
|
|
|
19.7
|
|
|
50.4
|
|
|
65.8
|
|
||||
Bolzoni
|
1.4
|
|
|
1.9
|
|
|
5.4
|
|
|
3.3
|
|
||||
Nuvera
|
(6.4
|
)
|
|
(4.9
|
)
|
|
(20.6
|
)
|
|
(16.9
|
)
|
||||
Eliminations
|
1.7
|
|
|
(0.2
|
)
|
|
0.7
|
|
|
(1.2
|
)
|
||||
Total
|
$
|
15.4
|
|
|
$
|
16.5
|
|
|
$
|
35.9
|
|
|
$
|
51.0
|
|
|
|
THREE MONTHS ENDED
|
|
NINE MONTHS ENDED
|
||||||||||||
|
|
SEPTEMBER 30
|
|
SEPTEMBER 30
|
||||||||||||
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Income before income taxes
|
|
$
|
10.2
|
|
|
$
|
15.9
|
|
|
$
|
39.5
|
|
|
$
|
58.5
|
|
Statutory taxes (21% in 2018 and 35% in 2017)
|
|
$
|
2.1
|
|
|
$
|
5.6
|
|
|
$
|
8.3
|
|
|
$
|
20.5
|
|
Interim adjustment
|
|
(0.2
|
)
|
|
(0.1
|
)
|
|
0.3
|
|
|
0.2
|
|
||||
Permanent adjustments
|
|
(1.1
|
)
|
|
(1.4
|
)
|
|
(0.4
|
)
|
|
(6.7
|
)
|
||||
Discrete items
|
|
(5.5
|
)
|
|
(4.9
|
)
|
|
(4.2
|
)
|
|
(6.7
|
)
|
||||
Income tax provision (benefit)
|
|
$
|
(4.7
|
)
|
|
$
|
(0.8
|
)
|
|
$
|
4.0
|
|
|
$
|
7.3
|
|
Reported income tax rate
|
|
n.m.
|
|
|
n.m.
|
|
|
10.1
|
%
|
|
12.5
|
%
|
Details about OCI Components
|
|
Amount Reclassified from OCI
|
|
Affected Line Item in the Statement Where Net Income Is Presented
|
||||||||||||||
|
|
THREE MONTHS ENDED
|
|
NINE MONTHS ENDED
|
|
|
||||||||||||
|
|
SEPTEMBER 30
|
|
SEPTEMBER 30
|
|
|
||||||||||||
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
|
||||||||
Gain (loss) on cash flow hedges:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Interest rate contracts
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Interest expense
|
Foreign exchange contracts
|
|
0.2
|
|
|
(0.5
|
)
|
|
2.3
|
|
|
(2.0
|
)
|
|
Cost of sales
|
||||
Total before tax
|
|
0.3
|
|
|
(0.5
|
)
|
|
2.3
|
|
|
(2.0
|
)
|
|
Income before income taxes
|
||||
Tax expense (benefit)
|
|
—
|
|
|
(0.1
|
)
|
|
(0.8
|
)
|
|
0.7
|
|
|
Income tax provision (benefit)
|
||||
Net of tax
|
|
$
|
0.3
|
|
|
$
|
(0.6
|
)
|
|
$
|
1.5
|
|
|
$
|
(1.3
|
)
|
|
Net income
|
Amortization of defined benefit pension items:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Actuarial loss
|
|
$
|
(1.1
|
)
|
|
$
|
(1.1
|
)
|
|
$
|
(3.0
|
)
|
|
$
|
(3.3
|
)
|
|
(a)
|
Prior service credit
|
|
—
|
|
|
—
|
|
|
0.2
|
|
|
0.2
|
|
|
(a)
|
||||
Total before tax
|
|
(1.1
|
)
|
|
(1.1
|
)
|
|
(2.8
|
)
|
|
(3.1
|
)
|
|
Income before income taxes
|
||||
Tax expense
|
|
0.3
|
|
|
0.4
|
|
|
0.6
|
|
|
1.0
|
|
|
Income tax provision (benefit)
|
||||
Net of tax
|
|
$
|
(0.8
|
)
|
|
$
|
(0.7
|
)
|
|
$
|
(2.2
|
)
|
|
$
|
(2.1
|
)
|
|
Net income
|
Total reclassifications for the period
|
|
$
|
(0.5
|
)
|
|
$
|
(1.3
|
)
|
|
$
|
(0.7
|
)
|
|
$
|
(3.4
|
)
|
|
|
Notional Amount
|
|
Average Fixed Rate
|
|
|
||||||||||
September 30
|
|
December 31
|
|
September 30
|
|
December 31
|
|
|
||||||
2018
|
|
2017
|
|
2018
|
|
2017
|
|
Term at September 30, 2018
|
||||||
$
|
100.0
|
|
|
$
|
100.0
|
|
|
1.47
|
%
|
|
1.47
|
%
|
|
Extending to December 2018
|
$
|
56.5
|
|
|
$
|
56.5
|
|
|
1.94
|
%
|
|
1.94
|
%
|
|
Extending to November 2022
|
$
|
83.5
|
|
|
$
|
83.5
|
|
|
2.20
|
%
|
|
2.20
|
%
|
|
December 2018 to May 2023
|
|
Asset Derivatives
|
|
Liability Derivatives
|
||||||||||||||||
|
Balance Sheet Location
|
|
SEPTEMBER 30
2018 |
|
DECEMBER 31
2017 |
|
Balance Sheet Location
|
|
SEPTEMBER 30
2018 |
|
DECEMBER 31
2017 |
||||||||
Derivatives designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Cash Flow Hedges
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Interest rate swap agreements
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Current
|
Prepaid expenses and other
|
|
$
|
0.7
|
|
|
$
|
—
|
|
|
Prepaid expenses and other
|
|
$
|
—
|
|
|
$
|
0.1
|
|
Long-term
|
Other non-current assets
|
|
3.3
|
|
|
0.7
|
|
|
Other non-current assets
|
|
—
|
|
|
—
|
|
||||
|
Other long-term liabilities
|
|
—
|
|
|
—
|
|
|
Other long-term liabilities
|
|
—
|
|
|
0.1
|
|
||||
Foreign currency exchange contracts
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Current
|
Prepaid expenses and other
|
|
1.8
|
|
|
8.3
|
|
|
Prepaid expenses and other
|
|
0.8
|
|
|
4.0
|
|
||||
|
Other current liabilities
|
|
5.2
|
|
|
2.8
|
|
|
Other current liabilities
|
|
10.1
|
|
|
4.3
|
|
||||
Long-term
|
Other non-current assets
|
|
0.5
|
|
|
3.9
|
|
|
Other non-current assets
|
|
0.4
|
|
|
1.3
|
|
||||
|
Other long-term liabilities
|
|
1.4
|
|
|
0.5
|
|
|
Other long-term liabilities
|
|
13.9
|
|
|
7.7
|
|
||||
Total derivatives designated as hedging instruments
|
|
$
|
12.9
|
|
|
$
|
16.2
|
|
|
|
|
$
|
25.2
|
|
|
$
|
17.5
|
|
|
Derivatives not designated as hedging instruments
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Cash Flow Hedges
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Interest rate swap agreements
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Current
|
Prepaid expenses and other
|
|
$
|
0.2
|
|
|
$
|
0.4
|
|
|
Prepaid expenses and other
|
|
$
|
—
|
|
|
$
|
—
|
|
Long-term
|
Other long-term liabilities
|
|
—
|
|
|
—
|
|
|
Other long-term liabilities
|
|
—
|
|
|
0.1
|
|
||||
Foreign currency exchange contracts
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Current
|
Prepaid expenses and other
|
|
—
|
|
|
0.8
|
|
|
Prepaid expenses and other
|
|
0.1
|
|
|
0.4
|
|
||||
|
Other current liabilities
|
|
0.6
|
|
|
0.1
|
|
|
Other current liabilities
|
|
2.1
|
|
|
0.8
|
|
||||
Long-term
|
Other non-current assets
|
|
—
|
|
|
—
|
|
|
Other long-term liabilities
|
|
—
|
|
|
—
|
|
||||
Total derivatives not designated as hedging instruments
|
|
$
|
0.8
|
|
|
$
|
1.3
|
|
|
|
|
$
|
2.2
|
|
|
$
|
1.3
|
|
|
Total derivatives
|
|
$
|
13.7
|
|
|
$
|
17.5
|
|
|
|
|
$
|
27.4
|
|
|
$
|
18.8
|
|
|
|
Derivative Assets as of September 30, 2018
|
|
Derivative Liabilities as of September 30, 2018
|
||||||||||||||||||||||||||||
|
|
Gross Amounts of Recognized Assets
|
|
Gross Amounts Offset
|
|
Net Amounts Presented
|
|
Net Amount
|
|
Gross Amounts of Recognized Liabilities
|
|
Gross Amounts Offset
|
|
Net Amounts Presented
|
|
Net Amount
|
||||||||||||||||
Cash Flow Hedges
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Interest rate swap agreements
|
|
$
|
4.2
|
|
|
$
|
—
|
|
|
$
|
4.2
|
|
|
$
|
4.2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Foreign currency exchange contracts
|
|
1.0
|
|
|
(1.0
|
)
|
|
—
|
|
|
—
|
|
|
18.9
|
|
|
(1.0
|
)
|
|
17.9
|
|
|
17.9
|
|
||||||||
Total derivatives
|
|
$
|
5.2
|
|
|
$
|
(1.0
|
)
|
|
$
|
4.2
|
|
|
$
|
4.2
|
|
|
$
|
18.9
|
|
|
$
|
(1.0
|
)
|
|
$
|
17.9
|
|
|
$
|
17.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
|
|
Derivative Assets as of December 31, 2017
|
|
Derivative Liabilities as of December 31, 2017
|
||||||||||||||||||||||||||||
|
|
Gross Amounts of Recognized Assets
|
|
Gross Amounts Offset
|
|
Net Amounts Presented
|
|
Net Amount
|
|
Gross Amounts of Recognized Liabilities
|
|
Gross Amounts Offset
|
|
Net Amounts Presented
|
|
Net Amount
|
||||||||||||||||
Cash Flow Hedges
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Interest rate swap agreements
|
|
$
|
1.0
|
|
|
$
|
(0.2
|
)
|
|
$
|
0.8
|
|
|
$
|
0.8
|
|
|
$
|
0.2
|
|
|
$
|
(0.2
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Foreign currency exchange contracts
|
|
7.3
|
|
|
(7.3
|
)
|
|
—
|
|
|
—
|
|
|
9.4
|
|
|
(7.3
|
)
|
|
2.1
|
|
|
2.1
|
|
||||||||
Total derivatives
|
|
$
|
8.3
|
|
|
$
|
(7.5
|
)
|
|
$
|
0.8
|
|
|
$
|
0.8
|
|
|
$
|
9.6
|
|
|
$
|
(7.5
|
)
|
|
$
|
2.1
|
|
|
$
|
2.1
|
|
|
|
Amount of Gain or (Loss) Recognized in OCI on Derivative (Effective Portion)
|
|
Location of Gain or (Loss) Reclassified from OCI into Income (Effective Portion)
|
|
Amount of Gain or (Loss) Reclassified from OCI into Income (Effective Portion)
|
|
Location of Gain or (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)
|
|
Amount of Gain or (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)
|
||||||||||||||||||||||||||||||||||||||||||
|
|
THREE MONTHS ENDED
|
|
NINE MONTHS ENDED
|
|
|
|
THREE MONTHS ENDED
|
|
NINE MONTHS ENDED
|
|
|
|
THREE MONTHS ENDED
|
|
NINE MONTHS ENDED
|
||||||||||||||||||||||||||||||||||||
|
|
SEPTEMBER 30
|
|
|
|
SEPTEMBER 30
|
|
|
|
SEPTEMBER 30
|
||||||||||||||||||||||||||||||||||||||||||
Derivatives designated as hedging instruments
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||||||||||||||||||
Cash Flow Hedges
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
Interest rate swap agreements
|
|
$
|
0.7
|
|
|
$
|
(0.2
|
)
|
|
$
|
3.4
|
|
|
$
|
(0.6
|
)
|
|
Interest expense
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Other
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Foreign currency exchange contracts
|
|
(4.5
|
)
|
|
1.5
|
|
|
(13.0
|
)
|
|
15.2
|
|
|
Cost of sales
|
|
0.2
|
|
|
(0.5
|
)
|
|
2.3
|
|
|
(2.0
|
)
|
|
Cost of sales
|
|
—
|
|
|
(0.1
|
)
|
|
$
|
—
|
|
|
$
|
(0.1
|
)
|
||||||||||
Total
|
|
$
|
(3.8
|
)
|
|
$
|
1.3
|
|
|
$
|
(9.6
|
)
|
|
$
|
14.6
|
|
|
|
|
$
|
0.3
|
|
|
$
|
(0.5
|
)
|
|
$
|
2.3
|
|
|
$
|
(2.0
|
)
|
|
|
|
$
|
—
|
|
|
$
|
(0.1
|
)
|
|
$
|
—
|
|
|
$
|
(0.1
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount of Gain or (Loss) Recognized in Income on Derivative
|
||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
THREE MONTHS ENDED
|
|
NINE MONTHS ENDED
|
||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SEPTEMBER 30
|
||||||||||||||||||||||||||||||
Derivatives Not Designated as Hedging Instruments
|
|
Location of Gain or (Loss) Recognized in Income on Derivative
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||||||||||||||||||||||||||||||||||||
Cash Flow Hedges
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||||||||||||||
Interest rate swap agreements
|
|
Other
|
|
$
|
—
|
|
|
$
|
0.1
|
|
|
$
|
0.3
|
|
|
$
|
—
|
|
||||||||||||||||||||||||||||||||||
Foreign currency exchange contracts
|
|
Cost of sales
|
|
(0.2
|
)
|
|
(0.2
|
)
|
|
(1.4
|
)
|
|
1.5
|
|
||||||||||||||||||||||||||||||||||||||
Total
|
|
|
|
$
|
(0.2
|
)
|
|
$
|
(0.1
|
)
|
|
$
|
(1.1
|
)
|
|
$
|
1.5
|
|
|
THREE MONTHS ENDED
|
|
NINE MONTHS ENDED
|
||||||||||||
|
SEPTEMBER 30
|
|
SEPTEMBER 30
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
U.S. Pension
|
|
|
|
|
|
|
|
||||||||
Interest cost
|
$
|
0.6
|
|
|
$
|
0.6
|
|
|
$
|
1.9
|
|
|
$
|
2.0
|
|
Expected return on plan assets
|
(1.2
|
)
|
|
(1.2
|
)
|
|
(3.7
|
)
|
|
(3.7
|
)
|
||||
Settlement loss
|
0.2
|
|
|
1.0
|
|
|
0.9
|
|
|
1.0
|
|
||||
Amortization of actuarial loss
|
0.5
|
|
|
0.4
|
|
|
1.4
|
|
|
1.3
|
|
||||
Amortization of prior service credit
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
|
(0.2
|
)
|
||||
Total
|
$
|
0.1
|
|
|
$
|
0.8
|
|
|
$
|
0.3
|
|
|
$
|
0.4
|
|
Non-U.S. Pension
|
|
|
|
|
|
|
|
||||||||
Service cost
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
0.2
|
|
|
$
|
0.1
|
|
Interest cost
|
0.9
|
|
|
1.0
|
|
|
3.0
|
|
|
3.0
|
|
||||
Expected return on plan assets
|
(2.6
|
)
|
|
(2.3
|
)
|
|
(8.0
|
)
|
|
(6.8
|
)
|
||||
Amortization of actuarial loss
|
0.6
|
|
|
0.7
|
|
|
1.6
|
|
|
2.0
|
|
||||
Total
|
$
|
(1.0
|
)
|
|
$
|
(0.6
|
)
|
|
$
|
(3.2
|
)
|
|
$
|
(1.7
|
)
|
|
SEPTEMBER 30
2018 |
|
DECEMBER 31
2017 |
||||
Finished goods and service parts
|
$
|
236.9
|
|
|
$
|
193.7
|
|
Work in process
|
47.6
|
|
|
19.9
|
|
||
Raw materials
|
271.3
|
|
|
239.0
|
|
||
Total manufactured inventories
|
555.8
|
|
|
452.6
|
|
||
LIFO reserve
|
(49.4
|
)
|
|
(40.7
|
)
|
||
Total inventory
|
$
|
506.4
|
|
|
$
|
411.9
|
|
|
2018
|
||
Balance at December 31, 2017
|
$
|
51.0
|
|
Current year warranty expense
|
28.2
|
|
|
Change in estimate related to pre-existing warranties
|
(0.9
|
)
|
|
Payments made
|
(21.5
|
)
|
|
Foreign currency effect
|
(0.8
|
)
|
|
Balance at September 30, 2018
|
$
|
56.0
|
|
|
|
HYGFS
|
|
Total
|
||||
Total recourse or repurchase obligations
|
|
$
|
141.1
|
|
|
$
|
168.9
|
|
Less: exposure limited for certain dealers
|
|
50.0
|
|
|
50.0
|
|
||
Plus: 7.5% of original loan balance
|
|
9.5
|
|
|
9.5
|
|
||
|
|
100.6
|
|
|
128.4
|
|
||
Incremental obligation related to guarantee to WF
|
|
215.7
|
|
|
215.7
|
|
||
Total exposure related to guarantees
|
|
$
|
316.3
|
|
|
$
|
344.1
|
|
|
THREE MONTHS ENDED
|
|
NINE MONTHS ENDED
|
||||||||||||
|
SEPTEMBER 30
|
|
SEPTEMBER 30
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Revenues
|
$
|
103.1
|
|
|
$
|
94.1
|
|
|
$
|
308.6
|
|
|
$
|
272.1
|
|
Gross profit
|
$
|
29.9
|
|
|
$
|
29.5
|
|
|
$
|
93.2
|
|
|
$
|
84.6
|
|
Income from continuing operations
|
$
|
8.3
|
|
|
$
|
7.5
|
|
|
$
|
27.0
|
|
|
$
|
20.7
|
|
Net income
|
$
|
8.3
|
|
|
$
|
7.5
|
|
|
$
|
27.0
|
|
|
$
|
20.7
|
|
Cash
|
$
|
15.3
|
|
Accounts receivable
|
13.2
|
|
|
Other receivables
|
68.9
|
|
|
Inventories
|
22.1
|
|
|
Property, plant and equipment
|
38.6
|
|
|
Intangible Assets
|
22.9
|
|
|
Other assets
|
13.3
|
|
|
Total assets acquired
|
$
|
194.3
|
|
Accounts payable
|
20.3
|
|
|
Short-term debt
|
77.6
|
|
|
Long-term deferred tax liabilities
|
9.7
|
|
|
Other liabilities
|
18.4
|
|
|
Total liabilities assumed
|
$
|
126.0
|
|
Noncontrolling interest
|
28.2
|
|
|
Net assets acquired
|
$
|
40.1
|
|
Initial purchase price
|
93.2
|
|
|
Goodwill
|
$
|
53.1
|
|
Acquired Intangible Assets
|
|
Preliminary Fair Value
|
|
Preliminary Weighted-Average Useful Lives (Years)
|
||
Distribution network
|
|
$
|
12.2
|
|
|
20
|
Patents
|
|
5.6
|
|
|
7
|
|
Trademarks
|
|
5.1
|
|
|
20
|
|
Total
|
|
$
|
22.9
|
|
|
|
|
THREE MONTHS ENDED
|
|
Favorable / (Unfavorable)
|
|
NINE MONTHS ENDED
|
|
Favorable / (Unfavorable)
|
||||||||||||||
|
SEPTEMBER 30
|
|
|
SEPTEMBER 30
|
|
||||||||||||||||
|
2018
|
|
2017
|
|
% Change
|
|
2018
|
|
2017
|
|
% Change
|
||||||||||
Lift truck unit shipments (in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Americas
|
16.0
|
|
|
14.0
|
|
|
14.3
|
%
|
|
45.7
|
|
|
42.3
|
|
|
8.0
|
%
|
||||
EMEA
|
6.5
|
|
|
6.5
|
|
|
—
|
%
|
|
21.4
|
|
|
20.8
|
|
|
2.9
|
%
|
||||
JAPIC
|
3.1
|
|
|
1.5
|
|
|
106.7
|
%
|
|
7.2
|
|
|
4.4
|
|
|
63.6
|
%
|
||||
|
25.6
|
|
|
22.0
|
|
|
16.4
|
%
|
|
74.3
|
|
|
67.5
|
|
|
10.1
|
%
|
||||
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Americas
|
$
|
503.9
|
|
|
$
|
447.8
|
|
|
12.5
|
%
|
|
$
|
1,471.4
|
|
|
$
|
1,346.7
|
|
|
9.3
|
%
|
EMEA
|
172.2
|
|
|
165.6
|
|
|
4.0
|
%
|
|
561.1
|
|
|
500.6
|
|
|
12.1
|
%
|
||||
JAPIC
|
64.7
|
|
|
38.9
|
|
|
66.3
|
%
|
|
171.7
|
|
|
124.9
|
|
|
37.5
|
%
|
||||
Lift truck business
|
740.8
|
|
|
652.3
|
|
|
13.6
|
%
|
|
2,204.2
|
|
|
1,972.2
|
|
|
11.8
|
%
|
||||
Bolzoni
|
46.6
|
|
|
44.3
|
|
|
5.2
|
%
|
|
150.3
|
|
|
127.8
|
|
|
17.6
|
%
|
||||
Nuvera
|
1.0
|
|
|
0.3
|
|
|
n.m.
|
|
|
1.7
|
|
|
3.3
|
|
|
n.m.
|
|
||||
Eliminations
|
(5.5
|
)
|
|
(5.8
|
)
|
|
n.m.
|
|
|
(19.5
|
)
|
|
(13.6
|
)
|
|
n.m.
|
|
||||
|
$
|
782.9
|
|
|
$
|
691.1
|
|
|
13.3
|
%
|
|
$
|
2,336.7
|
|
|
$
|
2,089.7
|
|
|
11.8
|
%
|
Gross profit (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Americas
|
$
|
76.4
|
|
|
$
|
83.6
|
|
|
(8.6
|
)%
|
|
$
|
241.3
|
|
|
$
|
251.2
|
|
|
(3.9
|
)%
|
EMEA
|
23.5
|
|
|
20.5
|
|
|
14.6
|
%
|
|
74.4
|
|
|
66.6
|
|
|
11.7
|
%
|
||||
JAPIC
|
3.8
|
|
|
4.4
|
|
|
(13.6
|
)%
|
|
14.4
|
|
|
14.1
|
|
|
2.1
|
%
|
||||
Lift truck business
|
103.7
|
|
|
108.5
|
|
|
(4.4
|
)%
|
|
330.1
|
|
|
331.9
|
|
|
(0.5
|
)%
|
||||
Bolzoni
|
14.4
|
|
|
13.5
|
|
|
6.7
|
%
|
|
48.2
|
|
|
39.7
|
|
|
21.4
|
%
|
||||
Nuvera
|
(0.3
|
)
|
|
(0.4
|
)
|
|
n.m.
|
|
|
(1.9
|
)
|
|
(1.9
|
)
|
|
n.m.
|
|
||||
Eliminations
|
0.1
|
|
|
(0.2
|
)
|
|
n.m.
|
|
|
(0.2
|
)
|
|
(0.5
|
)
|
|
n.m.
|
|
||||
|
$
|
117.9
|
|
|
$
|
121.4
|
|
|
(2.9
|
)%
|
|
$
|
376.2
|
|
|
$
|
369.2
|
|
|
1.9
|
%
|
Selling, general and administrative expenses
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Americas
|
$
|
50.9
|
|
|
$
|
55.0
|
|
|
7.5
|
%
|
|
$
|
169.9
|
|
|
$
|
165.3
|
|
|
(2.8
|
)%
|
EMEA
|
23.4
|
|
|
22.2
|
|
|
(5.4
|
)%
|
|
72.0
|
|
|
65.1
|
|
|
(10.6
|
)%
|
||||
JAPIC
|
10.0
|
|
|
7.0
|
|
|
(42.9
|
)%
|
|
24.9
|
|
|
19.6
|
|
|
(27.0
|
)%
|
||||
Lift truck business
|
84.3
|
|
|
84.2
|
|
|
(0.1
|
)%
|
|
266.8
|
|
|
250.0
|
|
|
(6.7
|
)%
|
||||
Bolzoni
|
12.7
|
|
|
11.4
|
|
|
(11.4
|
)%
|
|
40.6
|
|
|
34.8
|
|
|
(16.7
|
)%
|
||||
Nuvera
|
8.7
|
|
|
7.7
|
|
|
(13.0
|
)%
|
|
26.6
|
|
|
26.2
|
|
|
(1.5
|
)%
|
||||
|
$
|
105.7
|
|
|
$
|
103.3
|
|
|
(2.3
|
)%
|
|
$
|
334.0
|
|
|
$
|
311.0
|
|
|
(7.4
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
THREE MONTHS ENDED
|
|
Favorable / (Unfavorable)
|
|
NINE MONTHS ENDED
|
|
Favorable / (Unfavorable)
|
||||||||||||||
|
SEPTEMBER 30
|
|
|
SEPTEMBER 30
|
|
||||||||||||||||
|
2018
|
|
2017
|
|
% Change
|
|
2018
|
|
2017
|
|
% Change
|
||||||||||
Operating profit (loss)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Americas
|
$
|
25.5
|
|
|
$
|
28.6
|
|
|
(10.8
|
)%
|
|
$
|
71.4
|
|
|
$
|
85.9
|
|
|
(16.9
|
)%
|
EMEA
|
0.1
|
|
|
(1.7
|
)
|
|
(105.9
|
)%
|
|
2.4
|
|
|
1.5
|
|
|
60.0
|
%
|
||||
JAPIC
|
(6.2
|
)
|
|
(2.6
|
)
|
|
(138.5
|
)%
|
|
(10.5
|
)
|
|
(5.5
|
)
|
|
(90.9
|
)%
|
||||
Lift truck business
|
19.4
|
|
|
24.3
|
|
|
(20.2
|
)%
|
|
63.3
|
|
|
81.9
|
|
|
(22.7
|
)%
|
||||
Bolzoni
|
1.7
|
|
|
2.1
|
|
|
(19.0
|
)%
|
|
7.6
|
|
|
4.9
|
|
|
55.1
|
%
|
||||
Nuvera
|
(9.0
|
)
|
|
(8.1
|
)
|
|
(11.1
|
)%
|
|
(28.5
|
)
|
|
(28.1
|
)
|
|
(1.4
|
)%
|
||||
Eliminations
|
0.1
|
|
|
(0.2
|
)
|
|
n.m.
|
|
|
(0.2
|
)
|
|
(0.5
|
)
|
|
n.m.
|
|
||||
|
$
|
12.2
|
|
|
$
|
18.1
|
|
|
(32.6
|
)%
|
|
$
|
42.2
|
|
|
$
|
58.2
|
|
|
(27.5
|
)%
|
Interest expense
|
$
|
3.6
|
|
|
$
|
6.2
|
|
|
41.9
|
%
|
|
$
|
11.6
|
|
|
$
|
10.6
|
|
|
(9.4
|
)%
|
Other income
|
$
|
(1.6
|
)
|
|
$
|
(4.0
|
)
|
|
(60.0
|
)%
|
|
$
|
(8.9
|
)
|
|
$
|
(10.9
|
)
|
|
(18.3
|
)%
|
Net income (loss) attributable to stockholders
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Americas
|
$
|
21.6
|
|
|
$
|
22.7
|
|
|
(4.8
|
)%
|
|
$
|
52.2
|
|
|
$
|
67.0
|
|
|
(22.1
|
)%
|
EMEA
|
0.2
|
|
|
(1.7
|
)
|
|
111.8
|
%
|
|
2.5
|
|
|
1.6
|
|
|
56.3
|
%
|
||||
JAPIC
|
(3.1
|
)
|
|
(1.3
|
)
|
|
(138.5
|
)%
|
|
(4.3
|
)
|
|
(2.8
|
)
|
|
(53.6
|
)%
|
||||
Lift truck business
|
18.7
|
|
|
19.7
|
|
|
(5.1
|
)%
|
|
50.4
|
|
|
65.8
|
|
|
(23.4
|
)%
|
||||
Bolzoni
|
1.4
|
|
|
1.9
|
|
|
26.3
|
%
|
|
5.4
|
|
|
3.3
|
|
|
63.6
|
%
|
||||
Nuvera
|
(6.4
|
)
|
|
(4.9
|
)
|
|
(30.6
|
)%
|
|
(20.6
|
)
|
|
(16.9
|
)
|
|
(21.9
|
)%
|
||||
Eliminations
|
1.7
|
|
|
(0.2
|
)
|
|
n.m.
|
|
|
0.7
|
|
|
(1.2
|
)
|
|
n.m.
|
|
||||
|
$
|
15.4
|
|
|
$
|
16.5
|
|
|
(6.7
|
)%
|
|
$
|
35.9
|
|
|
$
|
51.0
|
|
|
(29.6
|
)%
|
Diluted earnings per share
|
$
|
0.93
|
|
|
$
|
1.00
|
|
|
(7.0
|
)%
|
|
$
|
2.16
|
|
|
$
|
3.09
|
|
|
(30.1
|
)%
|
Reported income tax rate
|
n.m.
|
|
|
n.m.
|
|
|
|
|
10.1
|
%
|
|
12.5
|
%
|
|
|
|
|
THREE MONTHS ENDED
|
|
NINE MONTHS ENDED
|
||||||||
|
|
SEPTEMBER 30
|
|
SEPTEMBER 30
|
||||||||
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||
Unit backlog, beginning of period
|
|
41.7
|
|
|
35.3
|
|
|
33.8
|
|
|
30.7
|
|
Unit shipments
|
|
(25.6
|
)
|
|
(22.0
|
)
|
|
(74.3
|
)
|
|
(67.5
|
)
|
Unit bookings
|
|
26.2
|
|
|
21.8
|
|
|
82.8
|
|
|
71.9
|
|
Unit backlog, end of period
|
|
42.3
|
|
|
35.1
|
|
|
42.3
|
|
|
35.1
|
|
|
|
THREE MONTHS ENDED
|
|
NINE MONTHS ENDED
|
||||||||||||
|
|
SEPTEMBER 30
|
|
SEPTEMBER 30
|
||||||||||||
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Bookings, approximate sales value
|
|
$
|
560
|
|
|
$
|
520
|
|
|
$
|
1,900
|
|
|
$
|
1,645
|
|
Backlog, approximate sales value
|
|
$
|
1,090
|
|
|
$
|
860
|
|
|
$
|
1,090
|
|
|
$
|
860
|
|
|
Revenues
|
||
2017
|
$
|
691.1
|
|
Increase (decrease) in 2018 from:
|
|
||
Unit volume and product mix
|
50.8
|
|
|
Maximal revenues
|
19.0
|
|
|
Parts
|
11.1
|
|
|
Price
|
10.0
|
|
|
Other
|
2.5
|
|
|
Bolzoni revenues
|
2.3
|
|
|
Foreign currency
|
(3.9
|
)
|
|
2018
|
$
|
782.9
|
|
|
Operating Profit
|
||
2017
|
$
|
18.1
|
|
Increase (decrease) in 2018 from:
|
|
||
Lift truck gross profit
|
(4.5
|
)
|
|
Nuvera operations
|
(0.9
|
)
|
|
Bolzoni operations
|
(0.4
|
)
|
|
Lift truck selling, general and administrative expenses
|
(0.1
|
)
|
|
2018
|
$
|
12.2
|
|
|
|
Revenues
|
||
2017
|
|
$
|
2,089.7
|
|
Increase (decrease) in 2018 from:
|
|
|
||
Unit volume and product mix
|
|
115.1
|
|
|
Foreign currency
|
|
40.8
|
|
|
Parts
|
|
27.7
|
|
|
Maximal revenues
|
|
26.2
|
|
|
Bolzoni revenues
|
|
22.5
|
|
|
Unit price
|
|
17.3
|
|
|
Other
|
|
(2.6
|
)
|
|
2018
|
|
$
|
2,336.7
|
|
|
Operating Profit
|
||
2017
|
$
|
58.2
|
|
Increase (decrease) in 2018 from:
|
|
||
Lift truck selling, general and administrative expenses
|
(16.8
|
)
|
|
Lift truck gross profit
|
(1.5
|
)
|
|
Nuvera operations
|
(0.4
|
)
|
|
Bolzoni operations
|
2.7
|
|
|
2018
|
$
|
42.2
|
|
|
2018
|
|
2017
|
|
Change
|
||||||
Operating activities:
|
|
|
|
|
|
||||||
Net income
|
$
|
35.5
|
|
|
$
|
51.2
|
|
|
$
|
(15.7
|
)
|
Depreciation and amortization
|
32.4
|
|
|
31.7
|
|
|
0.7
|
|
|||
Dividends from unconsolidated affiliates
|
22.2
|
|
|
2.8
|
|
|
19.4
|
|
|||
Working capital changes, excluding the effect of business acquisitions
|
(1.9
|
)
|
|
79.9
|
|
|
(81.8
|
)
|
|||
Other
|
4.1
|
|
|
(8.3
|
)
|
|
12.4
|
|
|||
Net cash provided by operating activities
|
92.3
|
|
|
157.3
|
|
|
(65.0
|
)
|
|||
Investing activities:
|
|
|
|
|
|
||||||
Expenditures for property, plant and equipment
|
(24.7
|
)
|
|
(25.1
|
)
|
|
0.4
|
|
|||
Business acquisitions, net of cash acquired
|
(78.0
|
)
|
|
(1.0
|
)
|
|
(77.0
|
)
|
|||
Proceeds from the sale of assets
|
5.4
|
|
|
1.1
|
|
|
4.3
|
|
|||
Investments in equity securities
|
—
|
|
|
(5.6
|
)
|
|
5.6
|
|
|||
Net cash used for investing activities
|
(97.3
|
)
|
|
(30.6
|
)
|
|
(66.7
|
)
|
|||
Cash flow before financing activities
|
$
|
(5.0
|
)
|
|
$
|
126.7
|
|
|
$
|
(131.7
|
)
|
|
2018
|
|
2017
|
|
Change
|
||||||
Financing activities:
|
|
|
|
|
|
||||||
Net increases (decreases) of long-term debt and revolving credit agreements
|
$
|
(71.5
|
)
|
|
$
|
82.9
|
|
|
$
|
(154.4
|
)
|
Cash dividends paid
|
(15.3
|
)
|
|
(14.8
|
)
|
|
(0.5
|
)
|
|||
Financing fees paid
|
(0.6
|
)
|
|
(4.8
|
)
|
|
4.2
|
|
|||
Other
|
(0.9
|
)
|
|
(0.4
|
)
|
|
(0.5
|
)
|
|||
Net cash provided by (used for) financing activities
|
$
|
(88.3
|
)
|
|
$
|
62.9
|
|
|
$
|
(151.2
|
)
|
|
|
Nine Months Ended September 30, 2018
|
|
Planned for Remainder of 2018
|
|
Planned 2018 Total
|
|
Actual 2017
|
||||||||
Lift truck business
|
|
$
|
20.9
|
|
|
$
|
16.9
|
|
|
$
|
37.8
|
|
|
$
|
35.3
|
|
Bolzoni
|
|
3.1
|
|
|
0.5
|
|
|
3.6
|
|
|
4.7
|
|
||||
Nuvera
|
|
0.7
|
|
|
2.5
|
|
|
3.2
|
|
|
1.0
|
|
||||
|
|
$
|
24.7
|
|
|
$
|
19.9
|
|
|
$
|
44.6
|
|
|
$
|
41.0
|
|
|
SEPTEMBER 30
2018 |
|
DECEMBER 31
2017 |
|
Change
|
||||||
Cash and cash equivalents
|
$
|
121.9
|
|
|
$
|
220.1
|
|
|
$
|
(98.2
|
)
|
Other net tangible assets
|
580.0
|
|
|
527.8
|
|
|
52.2
|
|
|||
Intangible assets
|
77.7
|
|
|
56.1
|
|
|
21.6
|
|
|||
Goodwill
|
106.6
|
|
|
59.1
|
|
|
47.5
|
|
|||
Net assets
|
886.2
|
|
|
863.1
|
|
|
23.1
|
|
|||
Total debt
|
(296.5
|
)
|
|
(290.7
|
)
|
|
(5.8
|
)
|
|||
Total equity
|
$
|
589.7
|
|
|
$
|
572.4
|
|
|
$
|
17.3
|
|
Debt to total capitalization
|
33
|
%
|
|
34
|
%
|
|
(1
|
)%
|
|
|
Hyster-Yale Materials Handling, Inc.
|
|
|
|
|
|
Date:
|
October 30, 2018
|
/s/ Kenneth C. Schilling
|
|
|
|
Kenneth C. Schilling
|
|
|
|
Senior Vice President and Chief Financial Officer (principal financial and accounting officer)
|
|
1.
|
Formation and Purposes
.
|
2.
|
Initial Capitalization of HYGFS
.
|
3.
|
Additional Capital Contributions
.
|
4.
|
Fiscal Year
.
|
5.
|
Management of HYGFS
.
|
6.
|
Service and Financing Agreements
.
|
7.
|
Hyster-Yale Obligations.
|
8.
|
Wells Fargo Obligations
.
|
9.
|
Profitability Criteria
.
|
10.
|
Accounting Records
.
|
11.
|
Representations and Warranties.
|
(a)
|
Wells Fargo hereby represents and warrants to Hyster-Yale as follows:
|
(b)
|
Hyster-Yale hereby represents and warrants to Wells Fargo as follows:
|
12.
|
Indemnities.
|
13.
|
Litigation
.
|
14.
|
Term and Termination
.
|
15.
|
Dissolution of Venture.
|
16.
|
Hyster-Yale’s Stock Option
.
|
17.
|
Staffing and Organization Expenses
.
|
18.
|
Trademarks
.
|
19.
|
Exclusivity
.
|
20.
|
Confidentiality
.
|
21.
|
Waiver
.
|
22.
|
Notices
.
|
23.
|
Restatement and Amendment
.
|
24.
|
Adoption by HYGFS; Legend on Certificates
.
|
25.
|
Counterparts
.
|
26.
|
Successors and Assigns
.
|
27.
|
Section Headings
.
|
28.
|
Governing Law and Arbitration
.
|
29.
|
Severability of Provisions
.
|
30.
|
Advertising
.
|
31.
|
Competitiveness
.
|
(a)
|
Operation of Loss Pool Accounts
.
|
(b)
|
Remarketing of Eligible US Fleet Rental Financing Equipment
|
(i)
|
If to HYGFS or Wells Fargo:
|
(ii)
|
If to Hyster-Yale:
|
(a)
|
Guarantor is duly organized and validly existing under the laws of its state of incorporation or formation, as applicable, and has full corporate (or similar) power to enter into this Guaranty and to perform its obligations hereunder.
|
(b)
|
The execution, delivery and performance of this Guaranty has been duly authorized by Guarantor by all necessary corporate (or similar) action.
|
(c)
|
This Guaranty constitutes the legal, valid and binding obligation of Guarantor enforceable in accordance with its terms.
|
(d)
|
Neither the execution of this Guaranty nor the performance of the obligations created hereunder will conflict with or result in a breach of any other agreement or instrument to
|
(e)
|
There are no suits or proceedings pending or, to the knowledge of Guarantor, threatened, in any court or before any regulatory commission, board or other administrative or governmental agency against or affecting Guarantor which will have a material adverse effect on its financial condition or operations or that would materially impair Guarantor’s ability to perform its obligations hereunder.
|
(f)
|
The consummation of the transactions between Hyster-Yale and Beneficiary contemplated by the Transaction Documents is of value to Guarantor and is reasonably expected to benefit Guarantor directly or indirectly, and is in furtherance of Guarantor’s business interests.
|
HYSTER-YALE MATERIALS HANDLING,
|
INC.
as Guarantor
|
By:
/s/ Kenneth C. Schilling
|
Name: Kenneth C. Schilling
|
Title: Senior Vice President and Chief Financial Officer
|
|
Address for notices:
5875 Landerbrook Drive Suite 300
Cleveland, OH 44124
|
WELLS FARGO FINANCIAL LEASING, INC.
|
|
By:
/s/ James W. Kelly
|
Name: James W. Kelly
|
Title: Designated Signer
|
|
Address for notices:
5000 Riverside Drive, Suite 300E
Irving, TX 75039
|
1.
|
Third Amended and Restated Joint Venture and Shareholders Agreement
|
2.
|
Third Amended and Restated Administrative Services Agreement
|
3.
|
Third Amended and Restated Corporate Name Agreement
|
4.
|
Second Amended and Restated Recourse and Indemnity Agreement
|
5.
|
Fifth Amended and Restated Remarketing Services Agreement
|
6.
|
Tax Settlement Agreement Acknowledgement
|
7.
|
First Amended and Restated Financing Agreement
|
8.
|
First Amended and Restated Financing Agreement Guaranty
|
9.
|
Third Amended and Restated By-Laws
|
1.
|
I have reviewed this quarterly
report on Form 10-Q of Hyster-Yale Materials Handling, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this
report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
October 30, 2018
|
/s/ Alfred M. Rankin, Jr.
|
|
|
|
Alfred M. Rankin, Jr.
|
|
|
|
Chairman, President and Chief Executive Officer (principal executive officer)
|
|
1.
|
I have reviewed this quarterly
report on Form 10-Q of Hyster-Yale Materials Handling, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this
report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
October 30, 2018
|
/s/ Kenneth C. Schilling
|
|
|
|
Kenneth C. Schilling
|
|
|
|
Senior Vice President and Chief Financial Officer (principal financial officer)
|
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods expressed in the Report.
|
Date:
|
October 30, 2018
|
/s/ Alfred M. Rankin, Jr.
|
|
|
|
Alfred M. Rankin, Jr.
|
|
|
|
Chairman, President and Chief Executive Officer (principal executive officer)
|
|
Date:
|
October 30, 2018
|
/s/ Kenneth C. Schilling
|
|
|
|
Kenneth C. Schilling
|
|
|
|
Senior Vice President and Chief Financial Officer (principal financial officer)
|
|